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In 1942 he made his first appearance (uncredited) in the war propaganda film The Foreman Went to France. His first major break was in the 1965 TV show It's Dark Outside, in which he played Detective Sergeant Hunter. He also appeared in Naked Evil (1966), had an uncredited role in the James Bond film You Only Live Twice (1967), and played Clive Hawksworth in the ITC action/adventure series Spyder's Web (1972).

Ainley played Reverend Emilius in the 26-part classic serial The Pallisers (1974). Its production manager, John Nathan-Turner, would eventually be in charge of Doctor Who. Ainley's performance on the serial was so memorable that Nathan-Turner offered him the role of the Master without an audition.

A keen cricketer and a member of the London Theatres Cricket Club, Ainley played the sport frequently from his retirement in the 1990s up to his death on 3 May2004. The cause of his death wasn't released to the general public.

In Castrovalva he was credited by the pseudonym Neil Toynay (an anagram of Tony Ainley) to avoid giving away plot details. This anagram tactic was used on several later occasions — in Time-Flight, he is credited as Leon Ny Taiy; and in The King's Demons as James Stoker (an anagram for "Master's Joke").